Flesh and Energon
by SomethingIDontKnow
Summary: Bumblebee saves a young bot on the run from Megatron. The tech he's been forced to develop could be vital in the war against Decepticons and awakens emotions long ignored. But is it worth keeping a bot with too many secrets? B/OP Eventual slash
1. Chapter 1

**Title: Flesh and Energon**

**Chapter: 1 **

**Author: SomethingIDontknow**

**Rating: M (For violence, technically gay romance, and mentions of rape and imprisonment.)**

**Disclaimer: I do not own Transformers, that's Mr. Michael Bay's. Lucky.**

**Author's Note: Finally! This is the rewritten version of the original Chapter 1. (Each redone chapter will be noted as such.) I really hope all you original readers will approve and any new readers will be willing to let me continue. There's a lot more to this story than I had planned, and I hope you'll all hang around to let me tell it. So far, here's what we've got: OptimusxBumblebee (both in mech and humanoid forms), RatchetxIronhide, ProwlxJazz, SideswipexSunstreaker, and (though you may not see it until I get to the sequel) CodebreakerxSoundwave. This one will be based in Movieverse, for sure this time, no changing 'verses. Okay, here we go…**

**Summary: A young fugitive from Megatron's wrath brings some new technology the bot had been developing for the warlord. All he asks is shelter, safety. In return, he'll share his tech with the Autobots. The possibilities for his technology are endless, but are they worth the danger of keeping a bot with a lot of secrets?**

It was a beautiful summer day, a cloudless sky with a high, hot sun. The wind was cool despite the heat of the afternoon and it was a blessing on the hot asphalt. Bumblebee sped along a mountain highway, scanners sweeping the area for signs of Decepticon activity. Finding nothing, he commed into base.

/:Bumblebee to Optimus: All's clear in my sector.:/

Optimus responded immediately, /:Good work, Bumblebee. Jazz and Ironhide say they're all clear. The 'Cons must have moved out of the area by now. Come on back now.:/

/:Yes, Sir!:/

The yellow 'bot pulled into a roadside park, turning a full circle, about to head back the way he came when his sensors lit up. There was a strange energy signature nearby, somewhere in the woods.

/:Optimus, there's something out here. I'm gonna go check it out.:/ Bumblebee commed in, transforming and creeping across the crunchy gravel to the tree line.

/:Should I join you?:/

Bumblebee's spark jumped at the suggestion.

/:No! I mean… um, I should be fine. The signature is very weak, probably just a fallen drone. I'll report back when I've found it.:/

/:If you're sure. We'll be waiting.:/

Bumblebee left the comm line open as he pushed tree branches out of the way, ducking low as his scanners swept the area. There was an energy spike just a few meters ahead and he slowed, moving forward with the utmost care.

Pushing aside two heavy branches just a few feet, he froze as his scanners alerted him to the presence before him.

There was a mech half sitting, half lying in a small clearing just a few meters ahead of where Bumblebee hid. He was smaller than Bee, but appeared just a bit bigger then Jazz. All white, except for a few pieces of scuffed black trim, the mech was scraped and dented and was currently focused on pulling at a knee plate that was bent in so far it had locked his leg out straight.

Every so often, he would pause and glance around, but Bumblebee couldn't feel any scanners touching his EM field and the mech never reacted to his presence. He couldn't help but notice the little mech's optics, or optic. One was smashed out, as evidenced by the shards of glass like material left around the optic socket that was sealed shut with some type of adhesive. The remaining optic was a brilliant violet color. Neither 'Bot nor 'Con. How strange.

/:Optimus. It's a mech. He's really small, maybe just a bit bigger than Jazz. He doesn't have any markings as to his affiliation, and his optics are violet, not red or blue.:/

/:How unusual. Is he armed?:/ Optimus asked back sounding very intrigued.

/:Not that I can see. He looks injured though. One of his optics is broken, sealed shut. His knee plate is smashed and it's locking his leg out straight. Doesn't look like transformation is going to be an option until he fixes that plate.:/

Ratchet broke into the communication. /:Do I need to meet up with you?:/

/:It doesn't look dire.:/

Optimus 'hmm'ed and spoke after a short pause. /:Find out what he's up to. If you think he's just a refugee, patch him up as best you can and bring him back with you. We don't want the Decepticons finding him in such a state.:/

/:Affirmative. I'll initiate contact and report back as soon as I can.:/

/:Be careful, Bumblebee.:/

Steeling himself, Bumblebee ducked under the tree branches and moved into the small clearing as slowly as he could, both hands raised, but ready to form cannons at a moment's notice.

"Well hello there." Bee called though his radio, using a clip from an human children's movie, hoping it sounded friendly enough.

The white mech leapt to his pedes, or attempted to. His leg was still locked with a dented knee plate and he barely managed to stagger to his pedes before falling against a nearby tree. "Stay back!" He shouted, holding out a trembling hand. Bee couldn't help but notice it was empty.

"I'm not gonna hurt you." Bumblebee assured, showing his own empty hands, "You're not armed? Me either. But you're hurt! And I want to help." Each part of his statement was spoken in a different voice, a different tone.

But the smaller mech seemed to understand. "A- Are you an Autobot?" he asked, hands lowering a fraction, "I need to find the Autobots."

"I am. My name is. Bumblebee." Bee said reaching out slowly and taking the white mech's shaking hand lightly. "I can take you to the others. But. We'll need to fix that knee. If you're gonna. Transform."

"Bumblebee? Yeah. Yeah! He said I could trust you! I'm Codebreaker." With a sudden change of mood, the little mech was holding tight to Bumblebee's hand, pulling himself up off the tree and nearly tumbling forward into the taller mech, "I- I was a prisoner. And I just escaped. But I'm scared now, they'll know I'm gone and I'm sure they're after me and I fell down a ravine and my knee isn't working so I cant transform and-"

Bee raised a hand and pressed a digit to Codebreaker's lip plates. "If you need refuge. I'll help you fix. Your knee. And you can. Follow me! Back to base!" He explained, gesturing down to a fallen log that looked sturdy enough to take his weight.

Codebreaker nodded eagerly, easing down onto the log, his leg stuck straight out. Bumblebee crouched down and traced a finger over the dented plate, examining it carefully before slipping one finger of each hand under it and pushing up as slowly and carefully as he could. The little mech gave a gasp, hands clenching into fists as the plate gave a horrible popping sound and the big dent smoothed enough to let his leg bend freely.

He gave it a few careful bends before standing again, putting weight on it slowly before smiling weakly. "Thank you." he murmured, offering Bee a hand to help him stand, "For helping me."

"It's my job. As an. Auto. bot. To help those in need!" Bumblebee smiled, his optics squinting to compensate for the fact his circular vocalizer couldn't technically smile. "Now, follow me. We're still a ways out. But it wont take too long. Do you have enough fuel?"

"I should." Codebreaker looked aside as he spoke, "I saved up fuel for my escape."

"That's good." Bee assured him with a hand on his shoulder, "You're so brave. For escaping. Even braver. For seeking help." He turned the mech to face him gently, meeting their optics. "Optimus. Will be so proud of you."

"Proud?" Codebreaker asked, voice suddenly soft with wonder, "Of me?"

"Of course." Bumblebee squeezed Codebreaker's shoulder once more, before giving him a tug toward the road, "Come on. You'll see for yourself. When we get home."

Codebreaker nodded following closely behind the taller yellow mech.

At the roadside park, Bumblebee waited for the other mech to transform, watching to be sure no transformation seams caught on his various dents and dings. Bee was surprised as the sounds of transformation faded. Codebreaker's altmode was an much older model vehicle. A quick internet search found a matching car: a 1990 model Ford Mustang. He had a black, soft convertible top that was terribly faded and worn thin in some places. Codebreaker flashed heavily oxidized headlights to indicate he was ready. Bee nodded and transformed.

He took the lead, keeping his scanners trained on the mech behind him, to be sure he was okay. Only once, he wavered as a passenger jet passed overhead, swerving suddenly before correcting back onto the road. Reaching out to find the little mech's comm frequency, Bumblebee was surprised for what seemed the hundredth time that day when he found that Codebreaker didn't have a close range comm frequency. Talking about his reaction would have to wait until they reached base.

The drive was uneventful past that single incident and they made good time as the road was clear. As they neared the base, Codebreaker began to slow a bit, trailing behind as he felt scanners move across his EM field. Growing more and more frightened, he clamped his field down, trying to block out the uncomfortable sensation as much as possible.

Bumblebee was getting nervous for another reason. /:Optimus, we're about to clear security. Make sure Red Alert knows he's with me, please. ETA: 4 minutes.:/

/:We're ready, meet us in the main hangar bay.:/

Codebreaker crept back up as they entered the military instillation, tailgating Bumblebee all the way to the largest hangar on base. The massive doors were open just enough to admit the two small cars and creaked shut behind them as they entered. In the center of the huge hangar space, Optimus stood in the center of a half circle composed of the rest of the earth team. Sideswipe, Ironhide, Jazz, Ratchet, and a newly arrived Prowl all stood behind him in line, watching the new arrivals with interest.

Bumblebee transformed first, standing aside, waiting for Codebreaker to join him. The little mech shifted to root mode a little more slowly, lifting his white blast mask manually as he looked to the gathered group while trying to keep his helm down as much as possible.

"Optimus. This is. Code. Breaker. He's escaped. Decepticon. Imprisonment. He says he would like to stay here. With us. To keep him safe." Bumblebee explained aloud, gesturing with one hand to the smaller mech, at the same time offering the hand in comfort.

Codebreaker took the offering and stood as close to Bee as he dared, hardly breathing as he waited.

"Is this true, Codebreaker?" Optimus asked once it was obvious the little mech wasn't going to speak without being asked.

He jerked his helm, surprised as the gentle tone, despite the situation. He peeked up at the much taller mech, saying softly, "It is, sir. I… Megatron kidnapped me from my lab back on Cybertron. He's forced me to develop weapons and technology for him." Pausing, he looked up at Optimus and began babbling. "It's not how it sounds, I swear! I didn't want to, but I didn't want him to kill me and I was so scared. And he was so vicious, I didn't want to die. Please, I'll give you what I have, I'll help you counter all of my inventions, I'll tell you everything I know, just don't send me back there!"

"Hush, young Codebreaker." Optimus interrupted him, reaching to rest one hand on narrow white shoulders as gently as he could, "We'd never let them take you, or send you away. Don't worry, we want to help you in any way we can."

"How did you escape?" Jazz asked, stepping up and peering at the little mech.

Codebreaker shied away, looking up at him. "I…" He paused, "I'd been preparing for a long time. I- I just needed a moment. There was a security lapse, I ran. I was hiding in the woods until Bumblebee found me."

The taller yellow mech glanced down, unsure why Codebreaker hadn't mentioned someone telling him about who Bee was.

"Before this turns into a full blown interrogation, Bumblebee said you were injured, and I don't like the looks of those patches. Would you mind if we took this to the med bay?" Ratchet asked, using a tone softer than the others were used to hearing from the green mech.

"Good idea, Ratchet." Optimus agreed, "Only if you agree, Codebreaker."

The little mech nodded. "Ratchet? Yes, please. I…" he paused, "There… there's a tracking device… on my spark chamber." Codebreaker explained, looking pleadingly between Ratchet and Optimus. "I disabled it as much as possible in my lab, but my resources are limited for a reason. I can't remove it myself without passing out. Please… don't let them find me." The last phrase was spoken at a bare whisper, a frightened plea.

"Of course, mechling." Ratchet assured him, offering a hand in the most non-threatening way he could, "Just come with me and we'll get you fixed up."

Codebreaker reached for him, pausing as he realized Bumblebee was not following. Glancing back, he looked between the two, uncertain.

"Bumblebee can come with you, if it'll make you more comfortable." Ratchet added, quickly comming Optimus. /:This mech's suffered some serious trauma. If I'm reading the damage to his frame correctly, there's sexual, as well as the more apparent physical and psychological.:/

/:I'll have Prowl join us in talking with him. I want as few bots in the room as possible.:/

/:Understood.:/ Ratchet agreed, and Prowl gave his affirmative.

Codebreaker gazed up at him a moment, before slowly releasing Bumblebee's hand as he took hold of Ratchet's. He glanced back at the yellow scout, who gave him a smile and a friendly wave as Codebreaker followed the medic out of the hangar.

Optimus watched him go before turning to Bumblebee. "Bee, we need to talk." he said softly, beckoning the smaller mech with a hand.

Prowl turned to a data pad in his hand, Sideswipe began bothering Ironhide as to what he thought of the new mech, and Jazz watched the door Ratchet had just led the refugee though with a contemplatitive look on his faceplates.

Bumblebee glanced around a moment and sighed, resigning himself to following his Prime, and secret crush, out of the hanger and to his primary office.


	2. Chapter 2

**Title: Flesh and Energon**

**Chapter: 2**

**Author: SomethingIDontknow**

**Rating: M (For violence, technically gay romance (sex?), and mentions of rape and imprisonment.)**

**Disclaimer: I do not own Transformers, that's Mr. Michael Bay's. (And Hasbro, I forgot them last time.) Lucky.**

**Author's Note: Second chapter, huge achievement. For me anyway. And maybe you, for reading this far. I forgot to mention in the first chapter, but a grand and paradey thanks to my fabulous beta, AprilRyanMyFriend. (Actually, **_**my **_**friend, but whatever). Please, read and review and you have my eternal, undying love. I'll also have to beg your forgiveness for my lack of technical terms. I know computers… not bots. But im learning as fast as I can.**

**Summary: Some questions get answered and Codebreaker's technology rouses more difficult ones. **

Bumblebee knocked lightly at the door to Optimus' personal room. "Come in," came the soft response. "Hello." the smaller bot mumbled, pushing the door open and taking a hesitant step in. "Is something wrong?" the Prime asked, turning away from his monitors. "I just feel bad- bringing the enemy- home." Bumblebee said, looking up at his leader and mentor, "I should have known."

Optimus Prime smiled down at his student, resting a massive hand on his narrow shoulder. "You saved a broken bot. if you hadn't brought him in, he might be dead or worse, back in Decepticon hands." he squeezed Bumblebee's shoulder lightly, comfortingly, "he can help us. And he's proven willing so far. Why don't you keep an eye on him for me?"

Bumblebee looked up sharply, his expression a mix of surprise and excitement. "Yes, sir!" the smaller bot said enthusiastically. Optimus laughed in his deep, reverberating way. Bumblebee beamed up at him and gripped the hand on his shoulder, squeezing excitedly before running out the open door.

Bumblebee ran straight past Ratchet, before skidding to a halt. "How is the patient, doctor?" he asked, grinning at his own use of the girlish voice. Ratchet hit the back of his helmet lightly with an open hand, "He's just fine, nurse." the bigger bot laughed, "He's resting in a recovery room." "Opti-mus- put me in charge- of him!" Bumblebee grinned eagerly. "Then go check on him," Ratchet gestured back, watching the young bot hurry to the recovery rooms. He knocked on his leader's door to report.

"Enter."

"Bee's awful excited about that new bot." Ratchet noted, closing the door behind him. "He likes helping. And I think he feels bad about bringing home a strange bot." Optimus replied, navigating a series of monitors. "What's this?" the yellow bot asked, looking around, "looking for more info on that new bot?"

"Yes, but I can't seem to find any account of him anywhere." the larger bot tapped at the table, "speaking of, how is he?" "Fine." Ratchet glanced anywhere but up. "Should I speak with him?" "We need to know whose side he's on." Optimus nodded. "I'll see what I can do."

Bumblebee was already at his side when Codebreaker woke up, sitting on the edge of the steel table like bed he was lying on. Bright blue optics blinked twice. "did… did he get the node off?" were the first words out of the aching bot's mouth. Bumblebee nodded, "He was- very careful. You'll be just fine." Codebreaker sighed exaggeratedly, letting his head fall back. "Thank him, if you see him, please." he said quietly, looking up into the other's curious optics.

Bumblebee nodded.

"Are you my guard then?" Codebreaker asked with a weak smile. Another nod. "Opti-mus- is not- worried you will harm- us. He just wants- to make sure- you're safe!" Bumblebee smiled brightly and Codebreaker grinned dimly. "Is… is he a good bot?" the latter asked after a moment, "I mean, are his punishments… harsh?"

Bee gave a few confused crackled sounds. "He would never hurt us!" he said, petting Codebreaker's hand, "he is- my leader- and he is the best- bot- I know!" "And 'he's' got a few questions for you, young one." a deep voice said from the doorway.

Both boys turned to find Optimus standing in the doorway, looking gently severe. "Im glad you're doing better, young Codebreaker, but I need to know exactly what you did for Megatron." "Exactly?" the small, white bot asked meekly.

"Exactly."

"What kind of code did you write for him?" Optimus asked, taking a knee besides the low table Codebreaker lay on. The smaller bot sat up with some help from Bumblebee. "I, um, I wrote code and developed… well, they weren't weapons, exactly." he looked up at Optimus, "the first thing I did for him was the bot hacking code." the bigger bot frowned, "and this was designed to-?"

"It allowed the user to force their way into the hard drive of any bot. You could retrieve any information they possessed."

"That was your work?" Optimus asked quietly. At Codebreaker's nod, he proceeded to ask, "What else?" Codebreaker looked away. "I did some weapons upgrades. A program that induced tormentive nightmares. He used my work to torture and wheedle information from prisoners."

"But that's not all, is it, young bot?" The older bot put a heavy hand on the smaller bot's shoulders. Codebreaker blinked a few times, looking up at Bumblebee, who buzzed encouragingly.

"No. He, Megatron, tested the hacking code, everything I did, on me." he shivered, "it… it's horrible. And when I realized how… traumatic it was, I wished I had used a gentler way. It… rips your mind open, bares everything in you to the user. Every secret thought and stray desire was known to him. Every fault and lie and mistake lay bare before him. I had heard a little about the human race, though he tried to limit my external access. This feeling… they had a word for it. Rape. It was mental and physical and something horrible. And I knew he knew what it did to me. It bound me to him so tightly, in my torment. In the knowledge that he had broken me so completely."

The young bot blinked his optics rapidly, gripping tight to the hand Bumblebee wrapped around his. "After that, I knew I didn't want to work for him. I didn't want to continue with any of my work. But he could force me. With what I had already given him, he could force my hand. And when the idea for the latest project came to me, I knew I had to escape. I couldn't let him have it. And he wouldn't stop until he had taken it from me." "And what was it that could possibly be so useful to him, beyond what you'd already done?" the Prime's voice held no blame, only honesty curiosity. But the words themselves laced Codebreaker with shame.

The young bot looked up into the Prime's optics. "I developed a body than ran on energon. And the devices which would allow a bot to operate the body from within. A synthetic human."

He shook his head slightly, releasing Bumblebee to clench his hands into fists, "I could make a bot human. And this bot could rally human forces, unite them. They could rip this world apart, without ever needing to fight you and your autobots. That's what Megatron really wanted from me. A way to destabilize the entirety of the human species." "And did you ever build this for him?" Optimus asked, as gently as he could.

"I started it. Enough to believe it would work. But they have no chance of building from what I left. I destroyed the lab." Codebreaker explained, his tone asking silently for approval.

There was a silence, filled with fear and hope and careful contemplation.

"I could build it for you." the small bot insisted, "You could use it to bring the humans to your side. A way to teach them that you can be as human as them. Just don't let him take me back, that's all I want. But… I'll understand… I mean, Ratchet could use the hacking code, wipe my hard drive. As long as Megatron never gets this technology." Optimus only smiled gently, shaking his head. "Don't worry, I don't mean to wipe your hard drive. Or give you back to Megatron." The older bot put a heavy hand on Codebreaker's shoulder, "all I ask is that you continue to develop technology, but that you do it for good. Help us heal and protect." Codebreaker nodded eagerly. "Of course… yes, sir." he said firmly, looking up at him, "I'll be the best bot I possibly can." "That's all we ask."


	3. Chapter 3

**Title: Flesh and Energon**

**Chapter: 3**

**Author: SomethingIDontknow**

**Rating: M (For violence, technically gay romance (sex?), and mentions of rape and imprisonment.)**

**Disclaimer: I do not own Transformers, that's Mr. Michael Bay's. And Hasbro's. Luckies.**

**Author's Note: I've had a few reviews that pointed out the fact I haven't really advanced (or made visible at all) the soon-to-be relationship between Bee and Optimus. And so, I devote this chapter to bringing up and developing the point. Codebreaker became a little too big a character, so I'll be toning him down. Please, be aware that the second two sequences are simulations. Read and Review, it really helps.**

**Summary: Ratchet is suspicious as to why Optimus agreed to keep Codebreaker so easily, with nothing but Bumblebee's assurances. Codebreaker questions Bumblebee about the nature of working for Optimus. **

Codebreaker was given his own room in the living quarters, and a small side storage room to use as his lab. He was thoroughly elated. "Megatron kept me in a storage room off of his personal living quarters. My lab was half this size. This is… fantastic…" He had explained, looking around his rooms.

Bumblebee was with him, helping him set up a little equipment Ratchet had lent to him. "What- will you do now?" Bumblebee asked, connecting the last few cables to a recharge station. "Well…" the bot looked around his new lab before turning to smile at Bee, "I feel like I could do anything in here." Bumblebee buzzed excitedly and Codebreaker moved to a large whiteboard to begin planning his newest invention.

Optimus Prime was back in his rooms, this time checking sensors and gathering updates from various bots around the globe. There was a knock at the door and the obligatory, "Enter."

"Okay, I give up."

Ratchet shut the door behind him and almost immediately collapsed into a seat behind the Prime. Optimus looked up, instantly worried. "Is it Bee's simulator?"

"What? No." Ratchet waived a hand aside, dismissing the idea, "I've given up trying to figure you out, Optimus." The taller bot turned with a confused expression. "Ratchet, I don't understand-"

"Every time something's wrong, before we get a chance to explain, you ask about Bee. You check him first, every time we return from missions, unless one of us is obviously more injured. And when it is him, you're always so down until he's functional again." Ratchet looked up at Optimus, daring the older bot to deny it, "and now you're keeping a Decepticon on base because of what? Because Bee found him? Told you he was a good bot? What's going on Optimus?"

Optimus Prime looked away.

Suddenly, Ratchet found this conversation more serious than he had intended. "What _is_ going on, Optimus?" he asked softly, leaning forward on his seat, "please, you can tell me. I won't tell anyone. Im just worried about you."

"I had hoped no one would notice." Optimus murmured, powering down his screen network, "I had though I was doing fairly well. Keeping matters of the heart off of the battlefield." Ratchet shook his head with a sigh, "Optimus, matters of the heart _are_ a battlefield."

"I shouldn't feel this way." The bigger bot said quietly, pulling out another chair and taking a seat. "You were always alright with some of the other male bots getting together. Was that just saving face?" Ratchet asked, biting his lip, worried he'd offended his leader. Optimus shook his head. "It's not that, I don't care what anybot has to say about me. I'm only worried about what others might say about Bumblebee. He's my student, he's under my command. I shouldn't feel this way about someone I lead."

"But isn't that the most natural thing?" Ratchet sounded honestly confused.

"I don't understand."

"It's been your natural instinct to protect us. All of us. And it seems natural you would fall for someone you already cared so much for." The logic was simple enough, Ratchet figured. "It's…" Optimus looked away again. "It's not just feeling protective. I'm… possessive. I want him for myself. And no one else. It's…"

"The feeling that you want him at your side at all times. You want him, to wake up from recharge with him. Cheesy as it all sounds, damn it all to hell, it's true?"

Optimus looked back at him sharply. Ratchet shrugged. "I know the feeling." Optimus watched him a moment. "Who is it?"

"Ironhide. That's why he's been helping out so much with repairs lately."

Prime smiled weakly, "I should have known." "You should have, but Bee's been on your mind." Ratchet glanced up at the clock, "I should go tell the boys to settle down for recharge. Tell him. I won't do it for you. And you'll feel better if you do. I did." Optimus nodded, "I'll try, Ratchet."

Codebreaker took just a few minutes to sketch out his plan before starting to work. "How do you- build- the body?" Bumblebee asked, handing Codebreaker a wrench. "It's kind of a bot. But also kinda human. I'll have to grow some parts of it." Codebreaker explained.

"Like what?" Bee continued questioning, balancing a tall cylinder container while the other bot fastened it to the floor.

"Well things like skin and hair and eyes. Sensory organs will be connected via cabling. But everything will feel real. It will feel like living in real human body."

"How do you know- what that's like?" Bumblebee asked. The white bot paused. "Well… I've… I've completed the process once. I got to live in a body for a while." he looked up at Bee and smiled, "it's wonderful. Human skin is so… sensitive. And their sight isn't as acute as ours, or their hearing. But it's fantastic."

"It sounds- great!" Bumblebee sighed, gasping as he had an idea, "would you- make me- a body?" Codebreaker looked up, surprised. "I wasn't expecting any of you to accept the idea." he smiled, "but sure. It shouldn't be difficult." he paused, "Should I create a body for Optimus Prime?"

Bumblebee nodded excitedly. "I think- he would be interested- in your work." he said, moving to begin writing on the whiteboard, "his body- should be- tall. Taller than mine." Codebreaker sat up to watch him write.

"Brown hair- kinda- long- maybe. Blue eyes- bright- like his- optics." Bumblebee smiled as he thought about it, "he will look- great!" when he turned, Codebreaker was smirking at him.

"You like him." he said with a smile.

Bee blinked twice and his cooling system kicked on. "That must be it." Bumblebee only looked abashed and asked softly, "that obvious?"

"Only to me, I suppose."

Codebreaker set aside the wrench and stood, pulling his new friend to take a seat, "tell me?"

Bumblebee hung his head a moment before looking up at the white bot. "he is- my commander. I've always- respected him. But after a while, it turned into- attraction. By now- I'm sure I love him." Codebreaker nodded, patting Bee's hand. "You haven't told him?" he asked. "Never!" Bumblebee looked both shocked and saddened, "he would never- allow it. And I don't want- to be- sent away."

"Im sure he wouldn't!" Codebreaker protested, "He cares about you, all of you. He would never send you way." "But he would- never- return my- feelings." "The worst he could say is no." Bumblebee hesitated a moment before conceding with a nod. "Maybe- one day." Codebreaker smiled and put a hand on Bumblebee's shoulder. "Maybe soon. These bodies… they're a different state of being. And maybe when you both have bodies, you'll find it in you to tell him."

Their talk was interrupted by Ratchet knocking at the door. "You both should power down for the night." he said, standing just at the threshold, "you can work on your project tomorrow if all goes well." Bumblebee stood and waved to Codebreaker before following Ratchet out the door.

Back in his rooms, Optimus Prime watched a single monitor to be sure everyone was plugged in, powered down, and recharging. As the bright yellow light that signaled Bumblebee's sleep flashed on, he smiled. No, it wasn't fair to tell the boy the truth. If he was uncomfortable with it, he would leave. And Optimus knew how much he loved the bots here. It wasn't fair to ruin this sweet bot's life for his own selfish purposes. Shutting down the monitor, Prime connected himself and powered down for the night.

Just down the hall in his own living quarters, Bumblebee powered down and entered sleep mode. Even as he struggled against it, his subconscious processes rose to the surface to create a dream. It was about Optimus' new human body. And it inspired Bee to create his own more fully. But most importantly, it was a dream of possibility. Of impossibility, he reminded himself bitterly. But it was only a dream. And no matter how ridiculous, it was sweet. And he was glad to have it, even if only for a night.

**A/N: Now you see where I'm going with this body idea? If I did it all wrong, please, tell me what you think. I want to do this right, and I can't be sure without your feedback. **


	4. Chapter 4

**Title: Flesh and Energon**

**Chapter: 4**

**Author: SomethingIDontknow**

**Rating: M (For violence, technically gay romance (sex?), and mentions of rape and imprisonment.)**

**Disclaimer: I do not own Transformers, that's Mr. Michael Bay's. And Hasbro's. Luckies.**

**Author's Note: This one is kinda short, but the next one's gonna me a lot of motion. Please try and stay with me. Also, I would like to take this chance to thank moonlight2356 for being so insistent and supportive. You saved this story from the junk heap. Thank you. :)**

**Summary: The boys are called out to battle and Codebreaker is left on base. He's worried sick, but when everyone returns, he got surprises in store. **

Just a few hours after rising from recharge, the Autobots were called out by alarms. The human military was requesting assistance and Optimus had them out of the bay doors in minutes. Codebreaker however was left on base. Ratchet was hesitant to leave him, but he had no battle training, no experience with weapons. He understood he would have been nothing but deadweight on the battlefield.

So the bot had run of the base. But he restricted himself to his rooms, focusing on his project to distract himself from worrying over his guardians. Picking up a nearly finished form from four night's work, he began the process of growing the human organs. Leaving the form suspended in a solution of Energon, saline, and amino acids, Codebreaker began arranging the proper chemical reactions. For several hours, he tinkered and built, and in the last few hours before the Autobots' return he completed the growth process for the first body.

Now for the programming.

Everyone returned to base a little battered. Ironhide had jammed cannon, the servos clogged with sand. Bee had taken a nasty cannon blast to the side, leaving him with a slightly gaping wound. Optimus helped him to the repair bay with an arm around his shoulder, wrapping one of Bumblebee's arms around his neck. Ratchet smiled to himself, busing himself with patching up a gash in his armor briefly, before turning to Ironhide's cannon.

"I can help!" came a small voice.

A human ran across the large repair bay, waving an arm. "You can see to Bee, Ratchet. I can clean out Ironhide's servos much more easily."

Ironhide raised a functioning cannon in warning. "How did you get in here, human?" he asked suspiciously. Optimus stopped him with a raised hand. Bumblebee buzzed excitedly. "Code- breaker?" he asked his optics suddenly brighter. "Yes, it's me!" the human called back, finally reaching the group. He looked up at Ratchet. "Please, I have some training in the repair bay, I can handle cleaning servos." he pleaded, fingers laced together as he begged.

He was of average human height, with dark hair long enough to get into his eyes, but agreeable enough to stay back when pushed aside. Bright, abnormally blue eyes, the color of an Autobot's optics, looked up at them. He wore a loose black shirt and a pair of soft pants of the same color.

Ironhide looked at Ratchet. "I won't mind if you think he can do it." he said softly. Ratchet looked down at the human-bot and nodded, turning to Bumblebee. As Optimus helped lay Bee back on an examination table, Ironhide lifted Codebreaker with his free hand. The human settled himself against Ironhide's armor. "Please try to hold still." he called up when he worked a chunk of lubricant soaked sand from the servos and Ironhide flinched, "I'd rather you didn't crush the first prototype."

Optimus knelt beside Ironhide to examine Codebreaker's- 'prototype'. "You still have a small engergon signature." he noted, focusing his optics. Codebreaker looked up and nodded. "The system still runs on Energon. But the signature is small enough that it could pass for recent contact with a bot." he turned to puff air over Ironhide's servos, creating a small cloud of dust.

Ironhide peered down at him, testing his weight. "He's the right weight." he said, looking up at Optimus, "the internal structure isn't too heavy. And the cabling must be minimal." Codebreaker nodded absently, digging into the sand clogged servos with vigor.

"Where did you get the clothes?" Ratchet asked, looking up from Bee's partially repaired plating. "I downloaded some information on making clothing." Codebreaker turned from his task yet again to face Ratchet, "this is part of my cleaning set. A bit of the soft cloth I use to keep dust out of the growth chambers." he met Bee's optics and smiled slightly. "If you'd let me take the body to a nearby town with Bee, I could get some used clothing. Inexpensive and at least it'll look… normal." Optimus followed his sight and raised a brow at the look the pair shared.

"What do you think, Ratchet, Ironhide? " Optimus asked. Ratchet shrugged. "I don't see the harm." he said, "can't do too much damage with that human body and Bee'll be there to watch him." Ironhide flexed his newly freed cannon and nodded. "Bot's right by me." he said with a smile, "cleared up these servos right quick." Codebreaker beamed, wiping his hands on the hem of his pants.

"Your hands." Optimus pointed out. Codebreaker looked down and frowned. His fingertips were stained in silver-blue. Engergon leaked from several tears in the skin. He stuck them in his mouth and lapped at the energon. "I forget how fragile they are." he said around his fingers. Ratchet shook his head. "Maybe you should take a few days to acquaint yourself. Don't want you behaving too strangely around the humans." Codebreaker nodded and Ironhide set him back on the ground.

"Fair enough."

"Would you mind showing me how you transferred your self from one body to another?" Optimus asked. Codebreaker nodded and looked across the hangar. He looked up with a sheepish smile. "Mind giving me a lift?" he asked. Optimus chuckled deeply and knelt, lowering a hand to allow the human to climb up. Waving back at Bumblebee, Codebreaker called, "when Ratchet's done with you, come by my room. I've got to show you something." Bee nodded, grimacing as Ratchet started welding.

Back in Codebreaker's rooms, Optimus set the human down near a complicated looking server. His protoform was lying on his bed, a thick cable connecting a chest port to the machine. "Most of this is to grow the body." He called up, pointing up to a small fluid filled cylinder clamped into the machine, "from there, the body must be plugged in for download." he ran to an empty glass container that was nearer to the ground with a single metal strip girding the center, stripping off his shirt as he went.

Optimus knelt down for a better look.

When Codebreaker turned, a silver port, about the size of an average human male's fist, was exposed in the middle of his bare back. "This is the access port. Plugging into the transference mechanism hurts a little at first, but it's nothing anybot can't get used to." he explained, gesturing vaguely to the port. He typed at a display against the side of the machine, the screen covered in Cybertonian babble. "Alright." Codebreaker looked up at Optimus, "I'll be transferring back to my protoform from here. The contents of my hard drive will be moved back to my original form." he stepped into the empty glass container and braced his hands on the clear walls. Gingerly, and with a hard line to his thin human lips, he pushed his back against the spire of the transfer connection, the thin, sharp point vanishing into the gap in his spine. When the connection was complete, the human form gave a bit of a jolt before falling limp. The back and legs locked straight and he appeared to be sleeping standing up. Meanwhile, a charge pulsed along the cable and after a few moments to reboot, Codebreaker's optics flickered online.


	5. Chapter 5

**Title: Flesh and Energon**

**Chapter: 5**

**Author: SomethingIDontknow**

**Rating: M (For violence, technically gay romance (sex?), and mentions of rape and imprisonment.)**

**Disclaimer: I do not own Transformers, that's Mr. Michael Bay's. And Hasbro's. Luckies.**

**Author's Note: Any of you see those High-def Valspar paint commercials? The way that blue sorta explodes in the painter's eyes? That's the sort of blue I see for the bots' body's eyes. Anyway, this chapter's a little longer than the others, some fluff. Eternal thanks to moonlight2356, of course. And to Storm Dryu for giving me permission to do what I had restrained from, I hope it's to your liking. And uh… I had a bit of a request. Since Codebreaker is **_**not **_**me, I have no problem doing this. Codebreaker may have a bit of a… thing with Ratchet. Okay, straight up slash. I have something written for the next chapter already. So, if you have a protest, you'll just have to review, wont you. ;D Mwahahaha!**

**Summary: The human forms get a test run. And Codebreaker's new family is tested as well. **

He stood and picked up the glass container his human form was plugged into. He disconnected the fragile looking thing and set it aside, on the back of a cluttered table. He looked up at Optimus' shyly. "What do you think?" he asked softly.

Optimus gazed down at the container, the body already sleeping. "It will look a little strange if the humans find these." he said, looking back at Codebreaker.

"They're completely mech. Only the skin is comprised of proteins." Codebreaker explained quickly, "the body runs on energon and posses no spark of its own. It's nothing but a remote controlled form. Except we can control it from inside and respond directly to stimuli received." Optimus nodded, examining the container still. "It's very good work, Codebreaker. I see why you wouldn't want Megatron to have this." Codebreaker bit down on his lower lip component.

"But what do you think of it… sir?" he asked quietly.

"Codebreaker-"

"Please, sir."

Optimus sighed, "I don't think the humans are ready for it." he said honestly. When Codebreaker automatically flinched from the hand the larger mech rested on his shoulder, Optimus reminded himself what this bot had probably suffered. "It will take time for the humans to adjust." he explained, tipping Codebreaker's face up with a bent finger, "but I think it's brilliant. And I want you to continue your work."

The young bot's face lit up and he hugged Optimus around the middle straight out. "Oh, thank you, sir!" Codebreaker babbled a moment before realizing himself and jerking away. He backed up a few steps, straight into Ratchet.

"Watch yourself, young bot." the medic growled. Beside him, Bee giggled. Codebreaker's cooling systems kicked on double time. Optimus chuckled in his deep way. "It's alright, Codebreaker," he laughed.

"What'd he do?" Bee asked as Ratchet helped him limp to Codebreaker's bed and sit. "I forget myself sometimes." the white bot explained before moving on quickly, "Optimus says I can keep my work." he declared with an overjoyed grin. Ratchet raised a brow. "Do we get a demonstration?" he asked. "That's why I wanted you to visit." Codebreaker explained, "I had hoped Bee would help and you, Ratchet, would oversee." Ratchet nodded and stood. "What do you need me to do?" he asked.

Codebreaker turned to Optimus. "If Ratchet approves, would you like… to give it a try?" he asked, unsure. Optimus glanced at Ratchet, who nodded after a moment. "I would be honored."

The big bot took a seat beside's Bee on the bed.

Both Codebreaker and Ratchet gave the pair a strange look before the white bot began explaining the process to Ratchet.

As he finished up, the Medic interrupted. "Is Bee going to plug into the same body you used?" he asked. "Im worried residual programming might affect him." Codebreaker shook his head. "I was saving this until you asked." he looked up at Ratchet shyly, "I knew you'd see the problem."

Sweeping a dusting cloth from the table, he picked up two new glass cylinders. "These are yours." carefully, he handed one each to Bumblebee and Optimus.

Prime held his up and examine it carefully. Bee held his close to his face and squinted. He buzzed eagerly.

Bumblebee's body was the same height as Codebreaker's. With peach soft skin. Raggedy blonde hair, thick gold lashes that brushed his cheeks, he was the picture of youth and innocence. "He looks- fantastic!" Bee cried, looking excitedly up at Codebreaker. The white bot grinned happily, before looking to Optimus.

The big bot looked up with a raised brow. "How did you design these?" he asked, his tone hinting at amusement.

Both Codebreaker and Bee's cooling systems kicked on.

"I had… help." the pair looked away. Optimus laughed again. Ratchet rolled his optics and cleared his vocalizer with a burst of static, "focus, please." "It looks great," Optimus said with a smile, handing back the tube.

Codebreaker took them both and set them aside, plugging his own into the machine. Double checking he knew what to do, Ratchet okayed the go ahead. "I'll automatically fall into recharge." Codebreaker explained, once Ratchet felt he could handle it.

Settling his body on his berth, just beside Optimus and Bumblebee, he let the medic run the transfer protocols.

They watched his form unplug itself and step out of the tube, still wearing his low slung black pants. "Fascinating." Ratchet leaned in to examine him. Codebreaker turned, showing him the silver plug in his spine. Stroking a fingertip over the ring, the medic 'hm'ed and nodded.

"Can you hook up Bumblebee, please?" Codebreaker asked, pointing to the tubes on the table. Ratchet connected the proper cables to Bumblebee and connected the body tube to the machine. After checking with Bee, he ran the process and the little blonde body opened his brilliant blue eyes.

Codebreaker was with him instantly, helping him ease off the connective spike. He led the new human out of his casing and the naked boy looked around in wonder. He gazed down at his fingers and touched his face. Ratchet knelt to look at him. "How do you feel?" the medic asked, reaching to turn his face up. Bumblebee opened his mouth to speak-

Nothing came out.

Ratchet took a scrap of cloth from Optimus and wrapped it around the naked blonde. He looked up and looked at Codebreaker, moving his mouth rapidly, no sound coming out. Finally, he whined softly, startling himself. Codebreaker jumped at the keening sound, breaking out of his shocked confusion.

He stepped forward and pressed his fingertips to Bee's throat, feeling carefully. When he stumbled back a step, he looked lost, confused. "I… I was sure I had a vocalizer…" he looked up at Ratchet and Optimus and back to Bumblebee, "I- im sorry. It's n-not working… I'm sorry…"

Fear hit his him suddenly, and hard.

He looked around at them, Bumblebee reaching for him, forgiveness in his eyes. But Codebreaker flinched from his hand, backing up until he smacked into the wall behind him.

"I didn't mean to!" he cried softly, sliding down to curl in on himself, "please… I didn't mean it… don't… please don't." he was sobbing softly in a few moments hands pushing his face against his knees. . Bumblebee knelt at his side and stroke over his bare back, looking up at Optimus beseechingly. "Ratchet," the big mech handed his medic the last glass tube, "transfer me."

Bumblebee settled beside Codebreaker, his arms around his friend. He stroked slender hands over raven hair, both marveling at the sensation and seeking to offer comfort. He was at a loss; he'd never seen this kind of breakdown.

Moments later though, another hand touched Codebreaker's hair. It was Optimus. The mech was handsome in his human form, a concerned frown pulling at his stern mouth. He pulled the crying mech into his arms, taking a seat and holding him close. Bee followed, nuzzling against his side, running his hands over Codebreaker's sides and arms.

"Codebreaker," Optimus said firmly, his voice exactly what it was as a bot, powerful and soothing, "Codebreaker look at me." The smaller bot shook his head hard, sniffling and sobbing. "Look at me, bot, look at Bee. He's fine. You gave him a wonderful body, and such beautiful eyes. Look. He looks just like himself." The brunette met Bumblebee's eyes and nodded down at the crying bot.

Gently, Bee tipped Codebreakers face up and smiled at him sweetly. He leaned in and kissed the trickles of energon running down his face. The inventor sniffled and looked up at the both of them. "Please… im so sorry." he whispered, trying to hide his face. Bee only nuzzled his cheek and whimpered softly.

Optimus stroked a hand over the blonde's soft hair, smiling. "Cant you see, Codebreaker? You didn't hurt him. He's as glad to have this body as I am." Optimus murmured, "We're both honored that you've done this for us." Bee nodded eagerly. Codebreaker hiccupped twice and took a deep breath. "I- I'm-" "hush." he was interrupted by Optimus speaking and Bee's finger pressing to his lips, "calm down. We'll talk when you've calmed down." the inventor breathed against Bumblebee's fingertip slowly, evenly, until he had calmed enough.

Optimus was holding Codebreaker close, nestled against the warmth of his body. Bumblebee was stroking over his face, nuzzling close, offering contact as comfort. When he looked up, Ratchet's worried optics met Codebreakers eyes. He smiled wetly and the medic smiled back. "I just… I know you bots aren't like… _them_ but… I just panicked." Codebreaker leaned into Optimus, pulling Bumblebee along, smiling sadly at his contented purr. "You never really told us what happened." Optimus said softly. "Maybe if you did, you'd feel better about it. Help you see the differences between us." Ratchet covered them with a scrap of cleaning cloth, sitting on the ground near by. Optimus swaddled the three of them in the scrap. Still sniffling, Codebreaker nodded and began.

* * *

><p>It wasn't just the programs he used on me. It was… the physical abuse. He beats his best Air Commander. Nearly killing me was nothing to him. And there were plenty of times he would knock Starscream offline and there was no one else to… sate him. He would pry open my spark box and merge it from me. And if I overloaded, he would just laugh and make me do it again. Sometimes he would plug into me and tear me apart from the inside. He was vicious and loved making me cry. If I bled energon, he would just lap it up. And when it wasn't him…<p>

Soundwave liked making me scream. He would sink his claw-tips into my shoulders and throat or scrape all over my plating. It's not even really armor, so he tore it plenty. When I had to have repairs, Blackout or Hook would always have a 'payment' in mind before I was free to go.

Nearly every Decepticon… at some point or… another… I'm not proud of what happened. All I have is that I survived. They didn't break me. And I got away. All you've done here is help me. And I see that you are all different from them.

You must understand, all I know is the kind of pain they inflicted. This happiness, your kindness, is something I'm going to need time to adjust to. I am going to panic sometimes when you close a door behind me. I might freak out if you surprise me. I promise to work on it, I want to be better. I only ask that you be understanding with me.

* * *

><p>It felt so good to be honest. And while it hurt to remember all the bad things that had happened, his new family deserved the truth. It was… cleansing. As Codebreaker finished his tale, he leaned into Bumblebee, the little bot sighing against him. Optimus ruffled their hair affectionately.<p>

"Feel better, young one?" Ratchet asked quietly, his expression soft. Codebreaker nodded, "yes, sir. Much better." "You're safe here, Codebreaker, if you can find it in you to trust us, we can help you though anything." Optimus held both young bots close, and they only nuzzled closer.

"Thank you, for this." Codebreaker murmured, "Doing this for me." the elder mech laughed softly, "you're too young to have had a childhood on Cybertron. It was a part of our culture, this kind of bonding. You were safe enough to expose your protoform to bots you loved and cared for." Ratchet laughed.

"I'd almost forgotten. It was so long ago." he shook his helm and vented a sigh, "I know you're all enjoying this, but I don't think you should sleep in those forms until we understand them better." Optimus nodded and gave his boys a nudge. They both whined softly before standing with pouty expressions.

Codebreaker helped Optimus and Bumblebee semi-clothe their forms before helping them plug in and transfer back.

Once everybot was back in their own bodies, Optimus sent them all to bed, claiming they had all had a trying day. He led Bumblebee out with a hand on his shoulder and walked with him to his room.

Ratchet hung back to be sure Codebreaker was okay. He tipped the smaller bot's face up with a knuckle. "If you ever need to talk, young one," he said, "I'll be here." "I thought you didn't like me." Codebreaker said softly, "im still a security risk." "If you can learn to trust me, I'll learn to trust you." Ratchet smiled in his own secret way, "im an old mech, Codebreaker, you'll have to be as patient with me as I will with you." "I think I can handle that." the white mech breathed, tipping his face to nuzzle into the medic's palm, "I promise to try." "That's all I ask." Ratchet suppressed a shudder and stroked the little mech's helm before giving goodnight and leaving him to rest.


	6. Chapter 6

**Title: Flesh and Energon**

**Chapter: 6**

**Author: SomethingIDontknow**

**Rating: M (For violence, technically gay romance (sex?), and mentions of rape and imprisonment.)**

**Disclaimer: I do not own Transformers, that's Mr. Michael Bay's. And Hasbro's. Luckies.**

**Author's Note: Yeah, I suck, I shoulda had this done ages ago. And really, it only needed a few lines. Hopefully I won't take so long after this… but school… we'll see, I suppose. Please, read and review. **

**Summary: The human forms bring new weaknesses. And new freedoms. **

It was three days before Optimus and Bumblebee had a chance to play with their human forms again. This time, Bumblebee was armed with a new download. Using American Sign Language, he was able to communicate quite efficiently with everyone, even short his radio and vocalizer.

Of course, even as they stepped from the glass chambers, Optimus decided they should test the limits of the bodies. Ratchet helped them set up a small training area in an empty storeroom nearby.

The newly clothed bodies, both wearing the soft black pants Codebreaker had made, started by stretching limbs, testing how flexible they were. Ratchet also insisted on it, saying it was important for humans to prepare their bodies before beginning strenuous work. A few mechs showed up, Prowl and Ironhide, most notably. The SIC was interested in field uses for the forms and Ironhide was simply dying of curiosity.

They quickly discovered that Bumblebee was the fastest runner of the three. Though the same height as Codebreaker, and shorter than Optimus, there was just something about his leg structure that just _worked._ He left his companions in the dust. It was Codebreaker that surprised though. The little bot was fast. He could duck and dodge anything thrown his way. Kicks, punches, objects. All of it. Optimus, unsurprisingly, was the strongest. Ratchet thought maybe something of their original programming translated into the bodies, focusing the most skill and energy in the same places as their protoforms.

Training the human forms became a kind of release for Optimus. There was something about them that was just… simple. It let an entire day (and sometimes night) cycle fade into background noise while he focused on pushing his body. Not to mention he spent the time with Bee. The little mech was so excited about having a human form. As a species, change was something they developed for survival, and this was just another kind of change. Something new and thrilling.

Though thrilling, it was something of a worry for Optimus. When he wasn't in his protoform, he felt more approachable. And Bee seemed to feel the same, standing nearer to him, touching him more often, when they were in human form. Being with the other mech was so much more natural. There weren't size differences or ranks when they were both just human.

Prime was training one evening, late into the night. Optimus was in his human form, practicing a fighting style Jazz had downloaded for him. He kicked and punched a stuffed form hanging from scaffolding. The Decepticons had been stirring up trouble lately and Optimus was tired, stressed, and mostly, angry. _Why?_ Was the question most prominent on his processor. Why did they have fight like this? Why were they so bent on destroying this planet? They had lost any delusions of valor long before they were all forced from Cybertron, so why did they fight? For the sheer madness of it? "AH!" Optimus screamed, punching and kicking into the form hard, nearly knocking it from its bolted perch. There was the sound of the clearing of a throat behind him. The Prime whirled to find Bumblebee's bright blue eyes watching him with concern. 'You okay?' Bee signed. "Yeah," Optimus smiled weakly, "just blowing off a little steam. Tough battle today." The little mech nodded, still looking bothered. "Would you like to spar with me?" Prime asked gently, hoping to ease his subordinate's worry. The little blonde brightened immediately, nodded eagerly.

They faced each other on a large mat Codebreaker had insisted they use to prevent injury. Pausing for a moment, Optimus launched himself at the smaller bot, carefully though. He needn't have worried. Bumblebee was gone before he left the ground.

The Prime rolled and hopped up, only to be downed by a swift blow to the back of his knee. He hit the mat and scrambled away as Bee struck again. The little bot laughed as Optimus finally caught him, only to have him slip away. The parted and faced each other, tensed. 'Don't hold back, Boss-bot.' Bumblebee giggled as he signed, 'or I'll take you down.' "Oh you will?" Optimus chuckled darkly. The laugh gave Bee the pause Optimus needed.

Launching once more, Optimus pinned Bumblebee to the mat. Even as he began tickling the little bot, he struggled to escape. Bumblebee cried out, static mixed with broken laughter, as he wriggled desperately.

Strange sensations surged across Bee's sensor net. Optimus' fingers triggered sensors under his skin, lightly though, sending a delicious tickling feeling though his body. Those powerful fingers danced over his skin, the sensation driving him mad with laughter he couldn't quite vocalize. But he found his mangled laugh sufficient at the happiness he found in his Prime's eyes.

Optimus only let off once he was sure the mech couldn't take another second. Bumblebee panted heavily, his eyes closed and mouth open as he laughed. Optimus propped himself up on his forearms, still lying on Bee, watching as the little mech laughed himself silly. As he quieted, Bumblebee smiled up at his Prime. Optimus smiled back.

'It's good to see you smiling.' Bee signed, reaching to press the pads of his fingers to Optimus' mouth.

The grin was wiped away.

Optimus rolled off of his subordinate suddenly, hopped up and made his way to the human washroom just down the hall. 'Did I do something-?' Bee signed rapidly, static bursting from his mouth and he reached out helplessly, 'wrong?' Sitting up properly, he pulled his knees up and settled his chin on them. Coolant tears stung his optics.

Optimus was quick about washing up. He only stayed long enough to be sure all of the form was clean before hurrying to Codebreaker's room to get back in his protoform. He couldn't deal with it like this. Thankfully, he didn't run into Bumblebee. What had he been thinking? Once back in his protoform, he took a moment to kneel beside Bee's still plugged in body. Stroking a hand over the yellow helm, he vented a sigh. He had reacted badly.

Only in the privacy of his own quarters could Optimus consider what to do. Yes, was attracted to the little mech. Bumblebee was a source of happiness and life for the entire team. Who wouldn't be attracted to that? But he didn't have the right to keep it to himself. That didn't mean he had to deny himself, though, right? Prime exvented and shook his helm. Ratchet had said he should tell Bee. Maybe that was the best thing, get it out, and see how Bumblebee felt. If he was horrified, they could put it behind them, move on. If he was interested… Optimus shuddered. He wasn't sure which was worse. Lying back on his berth, questions tormented the Prime. So many questions. He struggled into recharge, still uncertain.

Bumblebee washed up and switched forms shortly after Optimus left. He put away his little glass container and headed to the bot's racks to wash up his real body. Not that he needed it. But, damn, he needed it. The warm water of the wash racks reminded him of Earth rain. Comforting and gentle. Scrubbing any faint traces of dirt and oil from his frame, he washed away the day's worth of grime. Once spotless, he dried off roughly. And now… a dilemma…. He wanted very much to tell Optimus how he felt. And after what he'd seen today, was it possible Prime felt the same way? The possibility thrilled Bee, sending a joyful ache though his spark. Yes, tomorrow, he would do it tomorrow. Bumblebee struggled into recharge that night, so excited by the promise of a new day.

**A/N: Possibility stands before our pair! But will fate be so kind as to grant a happy ending? It better, 'cause I'm too much of a sap and a romantic to stand for anything less! Though that doesn't mean we haven't got some struggles ahead… As a side note, I want to say, your reviews and favorites and follows mean so much to me, I'm so grateful to each and every one of you. Many Thanks, for keeping this alive and making my days so much more… exciting. GT **


	7. Chapter 7

**Title: Flesh and Energon**

**Chapter: 7**

**Author: SomethingIDontknow**

**Rating: M (For violence, technically gay romance (sex?), and mentions of rape and imprisonment.)**

**Disclaimer: I do not own Transformers, that's Mr. Michael Bay's. And Hasbro's. Luckies.**

**Author's Note: Came to me while crawling out of bed with Halloween on the brain. Weird, huh?**

Codebreaker was in to visit Bumblebee early the next day. He offered a module Ratchet had recently approved for use. It was essentially a Wireless Transfer Module. Because there were only so many places Bee could accidentally download his mainframe, Ratchet had deemed the invention safe for experimentation. They spent the morning hours testing out the little silver node. Nothing special, it was impossible to tell it from any other sensor in/output without definitive medical knowledge of such things. Bumblebee loved it.

With matching modifications on the tube his human form was kept in, he was able to transfer between the two easily from short distances. Even down the Main Hall, extending from nearly one end of the Ark to the other, he was able to switch forms with relative ease. Once he had been called up for monitor duty for the afternoon, he managed a switch across the Ark, with no straight halls to ease his way. It took a little more effort and focus on his part, but it was easy by the end of the day.

Codebreaker was delighted to have the module working so well so quickly. He was planning on another for Optimus, if the Prime approved. He mentioned in passing that he'd like to see Optimus about it, and Bumblebee leapt at the chance. "you should… so tell him." he said excitedly, "I bet… he'll be super excited!" "you sure you're not just going cause you miss him?" Codebreaker teased. Bee buzzed softly, rolling his optics. But the smile never left his expression.

The pair of small bots stood outside Optimus' office both a little nervous. "I don't- know why- seeing him- in his office- always makes me so nervous!" Bumblebee said quietly as Codebreaker pressed the chime. "it _is _Optimus Prime," the little white bot whispered back, "he's intimidating in human form, much less as the towering bot he is!" "come in." a voice called from within the office. The bots hushed up and Bumblebee palmed open the door.

"um, Hello, Prime." Codebreaker said shyly, moving to stand in front of Optimus' desk. The Prime looked up from a data pad he had been scrutinizing. "Hello Codebreaker, Bumblebee, how can I help you two?" he asked with a smile. "well, we wanted to show you a device Ratchet approved the other day. Bumblebee has been testing it for me and it's been working really well. Do you have a moment, so we can show you?" Codebreaker asked, pulling Bee and Optimus' form tubes from subspace. "of course," the Prime's masked smile widened, his optics squinting slightly with the shift of his face plates. He set his data pads aside and leaned forward against his heavy desk to watch.

Bumblebee stepped forward to show Optimus the tiny node recently implanted just below his left audial. As Optimus began examining the upgrade, everyone's comms lit up.

::Deception Attack!::

Prime was on his pedes in an instant. "I'm sorry, young bots, but it will have to wait." he said. "Here!" Codebreaker pressed the tubes into Optimus' hand. "when you get back." he said firmly, worry etched on his faceplates. Prime smiled down at him gently, "As soon as I return." he confirmed, subspacing the containers.. As the small bot nodded and placed a worried hand over his own chest plates, Optimus turned to the yellow mech. "come, Bumblebee, we have a battle to fight." Bumblebee paused only to rest a hand on his friend's shoulder a spare second before dashing after his Prime.

The Decepticons attacked a power plant about two hundred miles from the Ark. The Autobots were on the scene in a matter of minutes. The battle started hard and didn't lay up from there. Megatron seemed particularly bent on escaping with _something_.

Optimus led the attack with his usual vigor, and the team fought seamlessly. Prowl stayed back a bit, watching, his optics darting across the battlefield, no doubt analyzing and planning. The twins were steps behind their Prime, both looking wild with excitement, firing and leaping in perfect synchrony. Ratchet backed Ironhide, the pair working their way to the front.

The sun was starting to sink behind their battle. Everyone was tired. Even Megatron was starting to show signs of wear. The perfect time, Bee figured, to launch a quick sneak and smash. If he could destroy the 'Con's remaining stockpile, the battle would be over and everyone could get back to the Ark.

Tucking his cannons away, the little bot crept along the edge of the battlefield, watching fire fly between the two factions. He paused behind a cluster of pipelines, waiting for Soundwave to turn his focus elsewhere. Just ten meters more, and he had it!

Bumblebee had just managed to sneak up behind the Seeker trine when they launched into the air. The sudden heat knocked him back even as he fired a few shots at the parting jets. Starscream paused in midair, supported by his heel thrusters, he snarled a curse and fired twice. Bee threw himself to the side, barely missing the bolts of plasma.

Instead, the bolts collided with the edge of the energon stockpile. The cubes sparked dangerously for a nanoklik before exploding in a burst of light and sound. The concussion knocked Bumblebee right off his pedes, flinging the minibot into a stout metal container that buckled slightly under his impact.

As the little yellow bot struggled to right himself, gyros thrown by the blast, he happed to glance down at the container he had hit. His hand was resting firmly over the center of a dented Decepticon symbol painted over opaque glass.

He had impacted with Soundwave.

Oh frag.

Bumblebee surged upright, disregarding the multitude of warnings across his HUD. As he managed to get his pedes under him and begin an awkward lope back toward his own faction, he was struck savagely. The blow knocked him off his pedes again, sending him crashing to the concrete. This time, he stayed down. The warnings were louder. _Ratchet's gonna kill me._ he though hazily as he looked up to see his attacker.

Megatron's dark optics met his own bright, if hazy, blue. Oh slag. The gunformer leaned down to pick up Bumblebee by a single limb. As he dangled helplessly before the Decepticon Lord, he thought vaguely, _It's such a pity I never got to tell Optimus how I feel._ The thought stuck. Optimus. If he didn't get out of here, Optimus would never know how Bumblebee felt!

With renewed vigor, he began struggling even as his Prime's voice rang across the battlefield.

"Drop him, Megatron, or I fire."

Everyone, Decepticon and Autobot turned to Optimus. He had Starscream on the ground before him. He was bleeding energon from several scrapes and tears, most prominently on his wings. Optimus held him with a hand over his shoulder vent and a blaster to his helm. The Seeker looked dazed, like he had crash landed recently. He wasn't struggling a bit. "You wouldn't dare, Prime." Megatron always seemed to make the honorific sound like a dirty word.

"Drop my soldier and I will spare yours." Optimus Prime sounded terribly serious. "And why would I want you to spare that traitorous piece of junk?" Megatron asked, giving Bee a hard shake for good measure, "with this little glitch's processor ripped open, I'll have all I need to tear you and your Autobots apart." The battlefield was suddenly very silent. Bee decided he liked it better loud.

"You won't get away with this, Megatron." The Prime sounded so sure. Bee wished he could feel so sure. But watching Optimus was giving him an idea… maybe his last chance… it could work…

"Of course I will, Prime." The Decepticon wasn't done, "and with what I find in his processor, I'll bring you to your knees at last." Optimus locked optics with Bumblebee. The minibot didn't look nearly as afraid as he probably ought to.

"Decepticons!" Megatron called, when Optimus gave no response, "Fall back!" He closed his massive hand around Bumblebee's numb arm and launched into the air, his mechs not far behind him.

"Optimus! You can't let them get away like that!" Ironhide shouted as he ran to the Prime, "Not with Bumblebee!" "We can catch them still if we go now," Prowl declared. "No," Optimus said quietly, lowering his blaster, the Seeker at his peds still wavering on his knees. Ratchet put a hand on Prime's wrist, hesitating to speak. "Prime," he asked softly, "did… did he make it?" Without responding, Optimus reached into subspace and removed a single glass tube.

Inside, brilliant blue eyes flickered open and soft lips parted in a relived smile.

Bumblebee mouthed a single word, _Optimus._

**A/N: Mwahahah! I feel so horrible for doing this, but it's leading to some interesting places. Please, read and review, I'd love to know what you all think!**


	8. Chapter 8

**Title: Flesh and Energon**

**Chapter: 8**

**Author: SomethingIDontknow**

**Rating: M (For violence, technically gay romance (sex?), and mentions of rape and imprisonment.)**

**Disclaimer: I do not own Transformers, that's Mr. Michael Bay's. And Hasbro's. Luckies.**

**Author's Note: Well isn't this awkward… if I don't angst over fixing this chapter, I promise smut next chapter. ;)**

Everyone was in an uproar. The Autobots were all gathered in the common room of the Ark, all standing around one particular table, all talking loudly. Optimus, Ratchet, and Codebreaker occupied the table in question, Bumblebee, in human form, sat on the table, watching. The young engineer was trembling, in nervousness and fear, as he looked around the packed room. Ratchet settled a heavy hand on his knee joint under the table, offering a gentle squeeze and a thin smile. "Everyone, please quiet down!" Optimus called loudly, bringing the group to relative silence. "thank you." he said a little more quietly, taking moment to examine the room. Dozens of expectant faced stared back at him, some angry, others merely confused. Optimus vented a soft sigh. "this isn't how I wanted to do this, but it appears we have no choice. You all have known for some time about Codebreaker, a refugee and now a great asset to our team." he quelled the sudden swell of chatter with an upraised hand. "The technology which saved Bumblebee's life today was his work, his life's work. And it is thanks to his innovation that we have young Bee with us right now." The little blonde waved up at his companions. Optimus couldn't stop the second surge of conversation.

"how the pit is that Bumblebee?" Sideswipe asked, gesturing down at the human. "perhaps it's creator should explain." Ratchet said firmly, fixing the red twin with a hard stare. Every optic in the room turned to Codebreaker. "oh," he breathed nervously, "well um… it's a mini protoform designed to look like a human. I, um, the skin is grown from proteins and um… it's a bot, it just… looks human, you know?" he finished lamely, looking down at his hands.

"how long were you planning on waiting before you told us?" Cliffjumper asked, irritated. "the science is sound," Wheekjack interjected, throwing Codebreaker a sure look, "there was just some kinks to work out and Codebreaker here was going to share with everyone, he was just trying to be sure it was safe before he let anyone else try it." Codebreaker looked up at him in wonder before nodding quickly. "I didn't want anyone to get hurt." he murmured.

"look, how do we know we can trust this mech?" Sunstreaker asked, standing beside his twin, arms crossed as he regarded the small white mech, "he's an 'Con, right? How do we know it's not his fault Bee's proto is being shredded by Soundwave right now?"

Even as Optimus and Ratchet opened their mouths to defend the trembling mech between them, Bumblebee began clapping his hands loudly, drawing attention down to himself. Furious, he began signing rapidly. _Codebreaker is my friend, and a good Autobot. I trust him with life, and he has already saved it once. _With a stomp of finality and an upraised middle finger to the yellow twin, the little bot stomped over to Codebreaker and sat firmly in front of him. _And if any of you have a problem with that, you'll have to deal with me. _Bumblebee crossed his arms and stared down the group around the table, huffing a breath. Several bots that had already downloaded translation software had already processed Bumblebee's statements. Those who hadn't took a little longer, the Twins included. When the entire group caught up to Bee's little outburst many expressions turned to anger.

"before anyone makes this situation any worse than it already is, hear me out." it was Prowl, finally speaking up from the back, pushing his way gently to the table, "I have overseen many of the tests this mech has preformed. His work is impeccable, something many of us could take example from. He saved Bumblebee, and bought us the time we need to retrieve his true form. Bumblebee took a chance, saving a Decepticon refugee. And it paid off. I think perhaps we should all consider taking a chance on this mech." The Praxian favored Codebreaker with a small smile. "now, it was a hard battle today, and though we had few casualties, I know those of you injured would like to have a little time in the med bay. Please see to repairs if necessary, if not, please relax and consider what the other officers have given you."

The crowd dispersed at Prowl's 'dismissed' nod and Ratchet stood. "I'll be seeing to repairs for another few hours." he said, a hand on Codebreaker's shoulders, "I'll comm you when im free, is that alright?" "of course, thank you." Codebreaker replied gratefully. The medic left with Prowl to the med bay

"thank you for standing up for me." Codebreaker said softly to Bumblebee. The little blonde smiled and hugged the white mech's hand. _You're welcome, friend_. He signed. "we've already begun planning how to retrieve your body, Bumblebee." Optimus rumbled. _Thank you, Optimus._ Bee smiled up at him. _But, if you find any free time… _he hesitated, _would you mind… joining me in human form? I'm used to being small, but not this little. _"of course, I would be glad to." Optimus smiled down at him. Codebreaker looked between the pair and stood suddenly. "I think I'll go see if Ratchet needs any help in repairs." he said. As Optimus seemed about to object, he added, "Prowl's there too, I doubt anyone will say much, Optimus Prime, it's nothing I cant handle." he left with a small wave.

The pair watched the little mech leave, letting the silence between them grow. Finally, Bumblebee touched Optimus' hand. _Would you mind joining me now? I'd like the chance to talk with you._ His smile was so sweet and sincere, Optimus couldn't help his own grin and the nod of his helm. He held out his hand for the little bot and said with the faintest hint of laughter, "come now, I'll give you a lift."

Bumblebee cuddled up to Optimus once he switched forms. They now had some decent clothes that Ratchet had sent for, jeans and plain black T-shirts. (or yellow, in Bee's case) They were in Codebreaker's lab, sitting on a cleaning cloth the size of a human bed. Optimus wrapped his arms around the little bot, stroking a hand over his hair in a way experience had taught him was reassuring. As Bee relaxed against his Prime, he remembered his train of thought as he had dangled from Megatron's hands. He bit his lip carefully, aware of how frail human skin could be. This would be the perfect chance…

Optimus held Bumblebee close against him, savoring the precious warmth of his frame. His real protoform would have been much warmer, but Optimus found he could settle for this gentle heat. It had been so terrifying today, watching that little yellow form hanging in Megatrons's grip. Fear had been the most predominant thing on his processor. He hadn't really intended to take Starscream hostage. It had been instinct, driven by his fear of loosing Bee. But that moment of thoughtless action had left them short a protoform, and plus a damaged prisoner.

Jazz was still seeing to Starscream. Prowl had suggested bartering the jet back to Megatron for Bee's body. And if they could convince the Decepticons that Bumblebee was, in fact, offline, and that his body would be of no use, it could be a safe, easy way of returning the form.

Of course, it was fraught with dangers.

Bumblebee looked up at him, smiling shyly. Oh, but he would do anything for this little bot. Optimus smiled back, feeling himself leaning in so very slightly. The younger bot seemed to sense this, leaning in himself. In the last few seconds before their lips touched, Bumblebee's eyes slipped shut.

Their mouths met softly, patiently. It was Bumblebee's first kiss, though Optimus probably didn't know. They parted with matching sighs. When their eyes met again, Bee blushed brightly. _I'm sorry,_ he signed, _I've been meaning to tell you- _Optimus hushed him with another kiss, this one warmer, and heating slowly. The smaller bot reached up to slip his arms around his Prime, slender fingers slipping into soft brown hair.

Bumblebee was breathless at their next parting. They stared at each other silently for a long while. "you're beautiful like this." Optimus murmured, pulling Bee close, "but I will be glad to hold your protoform in my arms again. That is, if you'll allow it." Bee nodded, wrapping his arms around Optimus, and tucking his head under his Prime's chin. _Always._

Bumblebee gave a soft sigh as he was laid back on a soft, human sized bed. Optimus pulled the covers up over the little mech, leaning in to kiss him softly. "We'll get your proto back, Bumblebee, I promise." he whispered. _Stay with me._ Bee signed, reaching to take Optimus's hand. The taller bot hesitated a moment. "Only if you're sure, Bee." _Of Course._

Optimus slid under the covers beside Bumblebee, wrapping his arms around him as the little bot cuddled close. Bee pulled his hands free long enough to sigh, _I've wanted this for a long time._ Optimus smiled, "Me too, Bee. But now, you can have it. For as long as you'll have me." Bumblebee smiled up at him sweetly, leaning in for a quick kiss before settling down to recharge, a smile gracing his face.


	9. Author's Note

Title: Flesh and Energon

Chapter: 9

Author: SomethingIDontknow

Rating: M (For violence, technically gay romance (sex?), and mentions of rape and imprisonment.)

Author's Note: I'm so sorry for this. This story is getting a rewrite. I do love all of you, with all my heart, my spark, the pitiable thing. And it will return, hopefully better than the first draft! Some new things have come to light, and changes must be made. I do ask that you lovelies help me out just a bit, is there a particular 'vese you prefer? I'm a bit drawn between G1 and Movie. So, until then… all I can offer you is a bit of teaser, and pray you will join me for the truth behind this bumbling adventure.

Optimus loved him so much. Too much. Bumblebee was too sweet, too precious to ever love a mech as old and battled hardened as himself. It didn't stop him from dreaming. Did nothing to cool his heated fantasies in the middle of the night.

He wanted Bumblebee with everything in his spark.

Bumblebee knew he could never hope to ensnare the love of his Prime. Optimus would never see him as anything more than a child. He hoped though, and he wanted. And then he found Codebreaker.

Codebreaker was hurt, a damaged, broken little mech. Raped and tortured for most of his life as a Deception prisoner, he was Megatron's second best scientist, behind Starscream. And Soundwave's secret lover. Bumblebee saved him from certain death out among the humans and Optimus gave him a safe home. The least he could do was bring them together as they both so obviously wanted.

They might never have come together the way they would if it weren't for him. Might never know the pleasures of flesh and blood, hot metal and energon. But will they return his favor? Can one story of true love save another?


End file.
